U. S. Securities and Exchange Commission
                     Washington, D. C.  20549

                            FORM 10-KSB

[X]  ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934

     For the fiscal year ended September 30, 2004

[ ]  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934

     For the transition period from _____________ to ____________

                   Commission File No. 000-49652
                   -----------------------------

                          ZALDIVA, INC.
                          -------------
          (Name of Small Business Issuer in its Charter)

            FLORIDA                                 65-0773383
            -------                                 ----------
(State or other jurisdiction of                (I.R.S. incorporation or
        organization)                             Employer I.D. No.)

                      2805 East Oakland Park Blvd. #376
                          Fort Lauderdale, FL 33306
                          -------------------------
                   (Address of Principal Executive Office)

Issuer's Telephone Number, including Area Code:  (877) 925-3482

                               N/A
                               ---
  (Former Name or Former Address, if changed since last Report)

Securities Registered under Section 12(b) of the Exchange Act: None
Name of Each Exchange on Which Registered: None
Securities Registered under Section 12(g) of the Exchange Act:

                    $0.001 par value common stock

     Check whether the Issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such
shorter period that the Company was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.

     (1)   Yes  X    No            (2)   Yes  X    No
               ---      ---                  ---      ---

     Check if there is no disclosure of delinquent files in response to Item
405 of Regulation S-B is not contained in this form, and no disclosure will be
contained, to the best of Company's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form
10-KSB or any amendment to this Form 10-KSB.  [ ]
     State Issuer's revenues for its most recent fiscal year: September 30,
2004 - $490,188.

     State the aggregate market value of the voting stock held by
non-affiliates computed by reference to the price at which the stock was sold,
or the average bid and asked prices of such stock, as of a specified date
within the past 60 days.

     December 27, 2004 - $1,128,342.50.  There are approximately 4,513,370
shares of common voting stock of the Registrant beneficially owned by
non-affiliates.  There is a limited public market for the common stock of the
Registrant, so this computation is based upon the bid price of $0.25 per share
of the Registrant's common stock on the OTC Bulletin Board.

                (ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
                        DURING THE PAST FIVE YEARS)

                              Not Applicable.

                  (APPLICABLE ONLY TO CORPORATE ISSUERS)

     State the number of shares outstanding of each of the Registrant's
classes of common equity, as of the latest practicable date:

                           December 27, 2004

                               6,220,000

                    DOCUMENTS INCORPORATED BY REFERENCE

     A description of "Documents Incorporated by Reference" is contained in
Part III, Item 13.

Transitional Small Business Issuer Format   Yes  X   No
                                                ---     ---
                              PART I

Item 1.  Description of Business.
         ------------------------

Business.
---------

     Zaldiva, Inc., a Florida corporation (the "Company," "we" or "us"), is in
the business of selling comic books and related collectible items and cigars
and accessories through our web site, Zaldiva.com.  We also offer web design
and hosting services.  Since fiscal 2003, we have focused our operations
increasingly on our online retail operations, with less emphasis on web design
and hosting.  Our business plan also calls for us to begin selling goods
through affiliates, but we have not yet received any material revenues from
that source.  In the future, we may also acquire other small companies
offering similar services, although we have no current plans in this regard.

     We sell Zaldiva cigars and accessories through our e-commerce web site
as well as through direct sales to establishments across the United States,
Germany, Australia and Japan.  We make our direct sales by attending trade
shows, where establishments buy our humidor system and stock it with our
cigars.  We also receive some referral business.  We advertise through trade
shows and some periodicals, although the bulk of our advertising is done on
the Internet.  In February, 2001, we decided to begin selling other luxury
items through affiliates at our Zaldiva.com web site and only maintain
the ZaldivaCigars.com site for our cigar business sales.  This web site was
launched and has been in constant development since February of 2001, and we
have constantly been upgrading and expanding our Zaldiva.com web site since
then.

     Zaldiva cigars are hand-made by Cuban tobacconists located in Nicaragua,
featuring Cameroon wrap and binder with Dominican longleaf filler from Cuban
seed.  Cameroon wrap is grown in Cameroon, Africa and is considered one of the
finest cigar wrappers in the world.  Longleaf filler means that the entire
leaf is used to roll the major part of the cigar.  It is not chopped like
cigarette tobacco and does not use leftover end cuts from previous cigars.
Longleaf filler must be used for a cigar to be considered "premium."

     ZaldivaCigars.com
     ------------------

     ZaldivaCigars.com features our own brand of high quality cigars as well
as co-branded accessories such as t-shirts, golf shirts, clocks, mouse pads,
cigar cutters, lighters and mugs.  We obtain these accessories from various
manufacturers, using the manufacturer that has the lowest prices at that point
in time.  We do not have any contracts with any of these suppliers.

     The ZaldivaCigars.com site offers all of our products as well as monthly
specials.  We also plan to add an affiliate program to this site to increase
revenue.  Sales are handled over the Internet and the telephone and in person
at the many events that Zaldiva participates in (e.g., golfing tournaments,
benefits for the mentally retarded, the Fort Lauderdale Chamber of Commerce,
and various college alumni associations).

     Everything done for Zaldiva.com is also done for ZaldivaCigars.com, but
on a monthly rather than daily basis.  For example, our computer technician
checks on the Zaldiva.com web site daily to make sure that the links are
working and to check on the number of web site "hits."  Because the
ZaldivaCigars.com web site sells only cigars and no affiliates are associated
with that site, management does not believe that it is necessary to monitor
the site on a daily basis.  Zaldiva offers monthly specials, which are
updated on the ZaldivaCigars.com site, sent out to opt-in email list
subscribers and faxed on an occasional basis.  Orders are taken daily, or as
they occur.  Credit card orders are processed through our merchant account and
then shipped to the customer once the money has been collected.  There is a
minimal amount of inventory, and bookkeeping work is done on a daily basis.
Zaldiva handles the sales and shipping of its own merchandise.

     Comic Books and Related Collectibles.
     -------------------------------------

     Comic books have been around at least as long as movies have.  The
business of buying and selling comic books and related collectibles has been
an enterprise since the beginning of comic books.  Fond memories of growing up
with favorite comic book characters have fueled this industry.

     Comic books took their first steps in the beginning of the last century,
in the search for new ways of graphics and visual communication and
expression.  Credit for the first comic book ever created typically goes to
Richard Fenton Outcalt's creation, "The Yellow Kid," in 1896.  Outcalt
essentially synthesized what had been made before him and introduced a new
element, the balloon, a space where he wrote what the characters said, and
that pointed to their mouth with a kind of tail.

     From that point, the basis for a brand-new kind of art was set, and the
adventure began.  In the first decades of their life, comic books were
primarily for humor and fun, and this explains the name they carry today in
the English language.  Some of the original comic book creations can still be
read today, and are among the best stories in comic book history.  These
include "Little Nemo in Slumberland" by Winsor McCay; "Mutt & Jeff" by Bud
Fisher; "Popeye" by E. Segar; and "Krazy Kat" by George Herriman.

     Presently, the comic book industry is still going strong more than 100
years after its birth.  With advances like computer generated images, today's
movie screens are filled with stories from comic books.  In recent times, we
have experienced such blockbuster movie hits as the "Batman" saga; "Spawn,"
which had its own animated series on HBO; "Spider-Man"; "X-Men" and "X-Men 2";
"The Hulk"; "The League of Extraordinary Gentlemen"; and "DareDevil."  In the
coming year, even more comic book inspired movies will turn out, including
more cult classics like "Hellboy," "The Punishers" and "Electra," a character
from DareDevil, starring Jennifer Garner.  Many television shows have also
sprung from the pages of comic books, most notably, "Smallville."

     This unlimited market transcends all barriers, including age, race and
gender, and also language, since most shows and movies are released in dubbed
versions world-wide.  Movies are released twice, first at the theater and then
again in DVD and/or VHS format.  The comic books themselves create a demand
for collectible items; and the movies and televisions shows create even more
of a demand.  A popular comic book can, and often does, spawn hundreds of
items to be collected and adored by its fans.  We are engaged in the business
of selling those items.

     Traditional marketing.
     ----------------------

     Through telemarketing relationships and more than two years of on-the-
road sales efforts, we have been able to place our Zaldiva cigars in many up-
scale bars and restaurants in the United States.  Our cigars can also be found
in shops on U.S. military bases in Germany, Australia and Japan.  In total,
our products are located in about 15 locations.

     In September, 2004, we purchased a retail location located at 331 East
Commercial Boulevard in Ft. Lauderdale, Florida.  Our operations will focus on
sales of higher-end collectibles.  We may also sell cigars and accessories at
this location, but this aspect will be secondary to our collectible sales.
See Part I, Item II for a more detailed discussion of this property.

     During the fourth quarter of our 2004 fiscal year, we sold 500,000 shares
of our newly-created class of preferred stock to three "accredited" investors
for gross proceeds of $500,000.  We used a portion of these proceeds to
purchase our retail location.  See Part I, Item 5 of this Annual Report.

Zaldiva.com
-----------

     Our On-Line Shopping Center features tens of thousands of products from
trusted retailers such as Hallmark, The Sports Authority, The Sharper Image,
Delta Airlines, Sony Music, Barnes & Noble, American Express, 1800Flowers.com,
CDNow.com, The Disney Store and Amazon.com.  We do this by exchanging links
with other sites and search engines.  Zaldiva is not responsible for insuring,
delivering or stocking these products.  These merchants use Zaldiva as a
marketing tool to sell their products.  All sales and the majority of customer
service issues are handled through individual affiliates.  Because these sales
are made through affiliate sources, Zaldiva requires no order tracking,
shipping coordination or bookkeeping to keep track of sales.

     Our site promotes marketing through search engines, banner exchange
programs and opt-in e-mail activities.  Weekly specials and featured items are
regularly created to increase return traffic.  We can also review our records
of affiliate sales to determine what affiliate relationships have not been
profitable and eliminate them.  We also conduct research to find out what
services can be added at no additional cost to Zaldiva and our customers.

Principal Products and Services.
--------------------------------

     Our principal products are the comic books, collectibles, cigars and
accessories that we sell through our web site.  Zaldiva has maintained an e-
commerce web presence through Zaldiva.com since July of 1997.  Experience and
a very low overhead are Zaldiva's principal advantages in this area.  Our
Zaldiva.com web site features comics, collectibles, Zaldiva cigars and related
products and over 300 well known affiliates and their related products.

     We also perform upscale web site development and hosting.  We have
developed and maintain web sites for approximately 40 clients.  Most of our
clients are businesses.  They are involved in many different industries and
are widely dispersed geographically.  We charge our clients on average $20 per
month for hosting services.  Our server is located with Giant Technologies in
Miami.  It has approximately one megabyte of bandwidth, which is enough to
support about 200 sites.  We do not believe we will need to expand our
bandwidth capability in the near future.

     In our comic books business, we sell pop-culture comic book related
collectibles, that primarily include action figures, dolls, statues, die-case
vehicles, T-shirts, books, magazines, posters and lithographs, video games and
accessories, household decor and decorative items, board and card games, caps
and hats, licensed advertisements, DVD and VHS cassettes, plush toys, sports
trading cards and reproductions of vintage toys, among others.

     The only services related to our comic book and related collectibles
business provided by us are those services regarding newsletter subscriptions
and/or free email accounts.

Distribution Methods of the Products or Services.
-------------------------------------------------

     The affiliate products offered through Zaldiva.com are not Zaldiva's
property or responsibility.  Our affiliates allow us to sell their products
through the Zaldiva.com web site pursuant to an arrangement under which they
pay us based on a percentage of click-throughs, impressions and sales made
through the site.

     Zaldiva cigars are manufactured by Francisco Pla. in Nicaragua, using
tobacco from Cameroon and the Dominican Republic.  The cigars are then shipped
to Miami, where they are labeled and packaged with Zaldiva's logo.  We then
arrange for pick-up or delivery of the product directly to the retail
customer.

     We place our orders with Francisco Pla. as we receive them from our
customers.  The minimum order quantity is one box or bundle of cigars.  This
arrangement allows us to operate without having to carry any significant
inventory.

     Zaldiva products themselves are shipped via United Parcel Service.  The
shipments are assigned a tracking number and are insured and sent via regular
ground mail to their destinations.


     All items sold in our comic book and related collectibles business are
sold in our online stores only at Zaldiva.com and ZaldivaComics.com.

     In November, 2003, we began accepting PayPal and eChecks from
Authorize.net as payment for our products.  This has allowed us to make non-U.
S. sales with ease, and these payment methods have proven beneficial to us.

Status of any Publicly Announced New Product or Service.
--------------------------------------------------------

     Other than our comic book and related collectibles business, Zaldiva does
not currently have any new product or service that has been publicly
announced.

Competitive Business Conditions.
--------------------------------

     The online retailing industry is intensely competitive.  Our competitors
include other online retailers of cigars and related products; web-based
retailers using affiliate marketing programs such as our own; and traditional
retailers such as tobacco shops.  Many of these retailers have much greater
visibility, operating history and financial resources than Zaldiva has.  In
addition, as the online retailing industry continues to grow, other
competitors may begin competing in our market segment.  We do not believe that
our position in the online retailing industry will be significant in the
foreseeable future.

    We must compete against other, better established cigar manufacturers,
especially in the southeastern United States.  Zaldiva is a relatively new
brand name.  We believe that other cigar manufacturers, wholesalers and
retailers have a competitive advantage over Zaldiva due to an established name
and superior brand recognition in the market.

     In our comic book and related collectibles business, we believe that
there are no online stores that are set up as well or that offer as many
payment options as Zaldiva.com and ZaldivaComics.com.  We intend to focus on
keeping high demand items in stock and offering them at better prices than our
competition.  We use multiple shipping methods, at low rates and can ship
purchased products within two days.  We believe that these advantages will
allow us to effectively compete in this industry.

Sources and Availability of Raw Materials and Names of Principal Suppliers.
---------------------------------------------------------------------------

     Zaldiva's major raw materials and supplies for its cigars come from
Cameroon (wrap and binder) and the Dominican Republic (filler).  We also
retail ashtrays, which are produced in Mexico.  Other accessories, such as
bullet cutters, cigar cutters and t-shirts are made in Miami, Florida.

     Zaldiva buys its cigars from Francisco Pla., which is based in
Nicaragua.  We order cigars as our customers order them from us; we do not
have any contract with Francisco Pla.  However, Francisco Pla. has contracts
in place with suppliers.  Therefore Zaldiva is dependent on the contracts
Francisco has in place with these suppliers to a certain extent.  However,
Zaldiva is not contractually bound to buy its product from these suppliers.
Zaldiva may look to other suppliers able to supply similar quality materials
to Zaldiva should problems arise with suppliers.

Dependence on One or a Few Major Customers.
-------------------------------------------

     Zaldiva's major customer is the U.S. military, through which it sells
about 50% of its cigars and related products.  Sales to the military are
currently about 20% of our total revenues.

     We do not have any supplier contracts with the military.  We are a member
of the International Military Community Executives Association, a military
trade group that works closely with the military's Morale, Welfare and
Recreation groups, the groups that operate clubs and entertainment facilities
on military bases.  Because these facilities operate on non-appropriated funds
(i.e, they need to make a profit), they are interested in gaining the
expertise to operate profitably and in knowing about new products and trends
in their industry.  The IMCEA helps in this regard by helping to establish
relationships between the MWR groups and members of the leisure and
entertainment industry.  Zaldiva advertises in military magazines such as
Military Hospitality and Off Duty.

     Due to the military's recent anti-smoking efforts, and our own efforts to
market outside of the military, we believe that revenues from the military
will decrease as a percentage of our total revenue.

Patents, Trademarks, Licenses, Franchises, Concessions, Royalty Agreements or
Labor Contracts.
----------------

     We have obtained a trademark with the Florida Department of State for our
logo, the word "Zaldiva" and a design of a crest in an oval shape with two
birds, a star, leaves and a sunburst.  Under Florida law, the knowing or
willful forgery or counterfeiting of a Florida trademark constitutes the crime
of counterfeiting, which may be a felony or a misdemeanor, depending on the
circumstances.  Our trademark will expire on October 23, 2007, but it may be
renewed for a fee of $87.50.

     We have not applied for a registered trademark with the U.S. Patent and
Trademark Office.

Need for any Governmental Approval of Principal Products or Services.
---------------------------------------------------------------------
     None; not applicable.  However, see the caption "Effect of Existing or
Probable Governmental Regulations on Business," below.

Effect of Existing or Probable Governmental Regulations on Business.
--------------------------------------------------------------------

     Zaldiva is subject to general business laws, rules and regulations,
as well as laws, rules and regulations relating to the Internet and e-
commerce.  These regulations may cover issues such as privacy, taxation,
intellectual property, content, consumer protection and products liability.
Compliance with these regulations may be expensive and time consuming and may
reduce our profitability in the future.

     The tobacco industry is subject to federal, state and local regulation.
Due partly to the increased visibility and popularity of cigar smoking in
recent years, we believe that cigars may become subject to greater regulation.
In February, 1999, the Department of Health and Human Services issued a report
urging the Federal Trade Commission to require warning labels on cigars.
Compliance with such labeling or other requirements would likely increase the
cost of producing our cigars.  To some extent, we believe that we would be
able to pass the increased cost on to our purchasers, but increased regulation
may have the effect of reducing our profit margins.

     State and local governments have also passed many laws and regulations
restricting smoking in public places.  In addition, California requires that
warnings be given to consumers who are exposed to chemicals that the state
knows to cause cancer or reproductive harm.  Because we do not derive a large
part of our revenues from California, this requirement has not had a
significant effect on our operations.  However, California often sets social
and regulatory trends that other states follow.  The net result of such
regulations may be to decrease the demand for tobacco products, which in turn
would reduce the demand for Zaldiva cigars.

     The cigarette industry has been involved in many high-profile cases in
recent years, and has negotiated settlements requiring it to pay hundreds of
billions of dollars to states seeking reimbursement of state expenditures on
treatment of tobacco-related disease.  To date, the cigar industry has not
been subject to similar litigation, but we can provide no assurance that it
will not become involved in such litigation in the future.  The costs of
defending or settling health-related lawsuits could significant hurt our
business and results of operations.

     Cigars are subject to significant federal excise taxes and state and
local "sin" taxes.  We believe that the imposition of higher taxes could
materially affect demand for our products in the future.

     We do not currently collect sales taxes on goods that we sell.  In 1998,
Congress adopted the Internet Tax Freedom Act, which placed a three-year
moratorium on the imposition of most sales over the Internet.  Recent
Congressional developments have raised the possibility that state and local
governments will begin imposing such taxes in the foreseeable future.  This
would likely create administrative burdens for us and may reduce our
profitability.  In addition, the imposition of sales taxes on Internet sales
may discourage such sales in the future and may also have a negative effect on
our operating results.

     The U.S. Department of Justice has taken the position that it is illegal
to operate internet gaming sites and servers from within the United States.
In addition, several states have banned internet gaming.

     Many countries in Europe, the Caribbean, Asia, the Middle East and Latin
America have not prohibited Internet gaming.  A significant debate exists as
to whether the laws of any country, other than the country where the computer
gaming servers are physically located (e.g., Antigua and Dominica), have
jurisdiction over the operations of online gaming companies.  Any adverse
legislation, regulatory action or court rulings in this area could
significantly hurt the online gaming industry and could force us to abandon
our plans to provide access to online gaming.

     Sarbanes-Oxley Act.
     -------------------

     On July 30, 2002, President Bush signed into law the Sarbanes-Oxley Act
of 2002 (the "Sarbanes-Oxley Act").  The Sarbanes-Oxley Act imposes a wide
variety of new regulatory requirements on publicly-held companies and their
insiders.  Many of these requirements will affect us.  For example:

     *     Our chief executive officer and chief financial officer must
           now certify the accuracy of all of our periodic reports that
           contain financial statements;

     *     Our periodic reports must disclose our conclusions about the
           effectiveness of our disclosure controls and procedures; and

     *     We may not make any loan to any director or executive officer
           and we may not materially modify any existing loans.

     The Sarbanes-Oxley Act has required us to review our current procedures
and policies to determine whether they comply with the Sarbanes-Oxley Act and
the new regulations promulgated thereunder.  We will continue to monitor our
compliance with all future regulations that are adopted under the Sarbanes-
Oxley Act and will take whatever actions are necessary to ensure that we are
in compliance.

Research and Development.
-------------------------

     Zaldiva has not spent any money on research and development.  We do not
anticipate any need in the foreseeable future to spend resources on research
and development.

Cost and Effects of Compliance with Environmental Laws.
-------------------------------------------------------

     Since the nature of its business is retail sales and marketing for its
affiliates, Zaldiva does not believe that it will have any environmental
compliance concerns.

Number of Employees.
--------------------

     As of September 30, 2004, Zaldiva had three full-time independent
contractors.  They are not part of any union, and we believe that our
relationships with them are good.
Item 2.  Description of Property.
         ------------------------

     In September, 2004, we purchased a property located at 331 East
Commercial Boulevard in Fort Lauderdale, Florida.  The property is situated in
a high-traffic commercial residential area.  We are currently renovating and
expanding the property, which will be used as a retail location for higher-end
collectibles.  We are also seeking a variance for parking.  We expect that
these matters will be completed, and the property will be able to open for
business, in the third quarter of our 2005 fiscal year.

     When completed, the property will consist of approximately 1500 to 1600
square feet.  We purchased the property for approximately $239,000 cash, using
the proceeds from our recent private placement of preferred stock.  See Part
II, Item 5 of this Annual Report.  We expect that the total cost of renovation
will be less than $100,000.

     Based on the experience of similar retailers, we believe that having a
"bricks and mortar" retail location may double or triple our total sales of
collectibles.  Having such a location will also give us greater access to
higher-end collectibles, since some sources of these products will not sell to
businesses that have online operations only.

     In addition to our new retail location, Zaldiva currently owns or leases
the following properties:

     *    Two servers are leased from Giant Technologies in Miami, Florida
          at a rate of $625 per month.  The bandwidth leased is unlimited.

     *    Inventory owned in corporate name having an approximate value of
          $41,613.  This property is not subject to any liens.

     Because virtually all of our retail activities are currently conducted
over the Internet, we do not currently maintain any executive offices.  Our
directors and executive officers and Chris Ebersole, our web designer and
computer engineer, have personal computers on which they are able to oversee
and maintain our web site and monitor the results of our affiliate program.
Our principal address is a post office box.  This arrangement helps us to keep
our overhead very low.  Once our Ft. Lauderdale store is open, we will use
that as our principal address.

Item 3.  Legal Proceedings.
         ------------------

     Zaldiva is not a party to any pending legal proceeding.  To the best of
our knowledge, no federal, state or local governmental agency is presently
contemplating any proceeding against us.  No director, executive officer or
affiliate of Zaldiva or owner of record or beneficially of more than five
percent of our common stock is a party adverse to Zaldiva or has a
material interest adverse to us in any proceeding.

Item 4.  Submission of Matters to a Vote of Security Holders.
         ----------------------------------------------------

     No matter was submitted to a vote of our stockholders during the
fourth quarter of the fiscal year covered by this Annual Report.
                                  PART II
Item 5.  Market for Common Equity, Related Stockholder Matters and Small
Business Issuer Purchases of Equity Securities.
-----------------------------------------------

Market Information.
-------------------

     Our common stock is quoted on the OTC Bulletin Board of the National
Association of Securities Dealers, Inc. (the "NASD") under the symbol
"ZLDV", with quotations that commenced in April, 2003; however, the market
for shares of our common stock is extremely limited.  No assurance can be
given that the present limited market for our common stock will continue or
will be maintained, and the sale of the our common stock pursuant to Rule 144
of the Securities and Exchange Commission by Robert B. Lees, our President and
Director, or John A. Palmer, Jr., our Secretary/Treasurer and Director, and
Jeremy Van Coller, Director, and other principal stockholders, may have a
substantial adverse impact on any such public market.  The shares held by
Messrs. Lees and Palmer became eligible for resale under Rule 144 on July 1,
2002.

     The high and low closing bid prices for shares of our common stock of for
each quarter within the last two fiscal years, or the applicable
period when there were quotations are as follows:

<TABLE>
<CAPTION>

                                        Bid
Quarter ending:             High                   Low
---------------             ----                   ---
<S>                         <C>                    <C>
April 1, 2003
through
June 30, 2003               $0.95                  $0.45

July 1, 2003
through
September 30, 2003          $2.05                  $0.65

October 1, 2004
through
December 31, 2003           $1.65                  $0.185

January 1, 2004
through
March 31, 2004              $1.93                  $0.45

April 1, 2004
through
June 30, 2004               $0.80                  $0.30

July 1, 2004
through
September 30, 2004          $0.45                  $0.25

</TABLE>

     These bid prices were obtained from the National Quotation Bureau, LLC
("NQB") and do not necessarily reflect actual transactions, retail markups,
mark downs or commissions.

     No assurance can be given that any "established public market" will
develop in the common stock of the Company, or if any such market does
develop, that it will continue or be sustained for any period of time.

Restricted Securities.
---------------------

     There are currently 6,220,000 outstanding shares of Zaldiva common
stock, 5,000,000 of which are designated as "restricted securities."  Of these
5,000,000 shares, all have satisfied the one year holding period of Rule
144, and may be publicly sold in accordance with this Rule.  Zaldiva will
have "current public information" available for resale of "restricted
securities," so long as it has filed all required periodic reports with the
Securities and Exchange Commission.  Any sales of these "restricted
securities" could have an adverse affect on the current or any future public
market for our common stock.

Holders.
--------

     The number of record holders of our common stock as of the date of this
Annual Report is approximately 156.

Dividends.
----------

     Zaldiva has not declared any cash dividends with respect to its common
stock, and does not intend to declare dividends in the foreseeable future.
There are no material restrictions limiting, or that are likely to limit, our
ability to pay dividends on our securities.

Recent Sales of Unregistered Securities.
----------------------------------------

     During the past three years, we have sold the following securities
without registering them under the Securities Act of 1933, as amended:

Name of Person      Date      Number of Shares    Consideration
--------------      ----      ----------------    -------------

Four "accredited"   1/04        (1)                $152,500
investors

Three "accredited"  9/04        (2)                $500,000
investors

     (1) We sold 610,000 Units at a price of $0.125 per Unit.  Each Unit
consisted of one "unregistered" and "restricted" share of common stock and one
warrant to purchase an additional "unregistered" and "restricted" share of
common stock for $0.25, exercisable for five years.

     (2) We sold 500,000 "unregistered" and "restricted" shares of our Series
A 4% Convertible Preferred Stock (the "Preferred Stock").  On September 17,
2004, we filed with the Securities and Exchange Commission a Current Report on
Form 8-K disclosing the rights and preferences of the Preferred Stock.

     We believe that the offer and sale of these securities was exempt from
the registration requirements of the Securities Act, pursuant to Sections 4(2)
and 4(6) thereof, and Regulation D of the Securities and Exchange Commission.

Item 6.  Management's Discussion and Analysis or Plan of Operation.
         ----------------------------------------------------------

Results of Operations.
----------------------

     For the years ended September 30, 2004 and 2003, we had revenues of
$490,188, and $468,344, respectively.  During the period ended September 30,
2004, approximately 98.7% of our revenues were derived from retail sales of
comics and collectibles and cigars and accessories, with the remaining 1.3%
coming from our internet services.  In the fiscal year ended September 30,
2003, these percentages were 95.9% and 4.1%, respectively.  These changes
reflect our increasing focus on the retail sales portion of our operations.
In particular, sales of collectibles have increased dramatically.  We have not
yet derived any material revenues from our affiliate program.

     Cost of goods sold decreased to $150,208 in the fiscal year ended
September 30, 2004, from $194,800 in the prior fiscal year.  As a percentage
of revenues, cost of goods sold decreased from approximately 42% to
approximately 30%.  This decrease resulted in part from our ability to obtain
volume discounts for larger product orders.  The timing of purchases also
played a role in the decrease.

     Due to the prior establishment of our web site, web site development
costs decreased from $29,144 in 2003, to $2,421 in 2004.

       Our selling, general and administrative expenses increased to $302,192
in fiscal 2004, from $242,039, in fiscal 2003.  Net income totaled $36,208 and
$2,362, respectively, for the years ended September 30, 2004, and 2003.

Liquidity.
----------

     Zaldiva had cash on hand of $445,109 at September 30, 2004.

     We had income of $2,362 in September 30, 2003, and $36,208 for September
30, 2004, we have now commenced our planned principal operations and are no
longer in the development stage.

     During the fiscal year ended September 30, 2004, a portion of the
Company's liquidity came from stock that was issued for cash.  If we are not
able to sustain an operating profit, we expect that we will have to raise
money again by selling shares of common stock or through loans.  Financing for
the Company's activities to date has been primarily provided by issuance of
common stock for cash and for services.  The Company's ability to achieve a
level of profitable operations and/or additional financing may affect the
Company's ability to continue as a going concern.

     Forward-Looking Information.
     ----------------------------

     Statements made in this Annual Report which are not purely historical are
forward-looking statements with respect to the goals, plan objectives,
intentions, expectations, financial condition, results of operations, future
performance and business of Zaldiva, including, without limitation, (i)
our ability to gain a larger share of the market in our industry, our ability
to continue to market products acceptable to consumers, and our ability to
retain relationships with suppliers, and (ii) statements preceded by, followed
by or that include the words "may", "would", "could", "should", "expects",
"projects", "anticipates", "believes", "estimates", "plans", "intends",
"targets" or similar expressions.

     Forward-looking statements involve inherent risks and uncertainties, and
important factors (many of which are beyond our control) that could cause
actual results to differ materially from those set forth in the
forward-looking statements, including the following, in addition to those
contained in our reports on file with the Securities and Exchange Commission:
general economic or industry conditions, nationally and/or in the communities
in which Zaldiva conducts business, changes in the interest rate environment,
legislation or regulatory requirements, conditions of the securities markets,
changes in the internet retailing industry, the development of products that
may be superior to the products that we offer, competition, changes in the
quality or composition of our products, our ability to develop new products,
our ability to raise capital, changes in accounting principals, policies or
guidelines, financial or political instability, acts of war or terrorism,
other economic, competitive, governmental, regulatory and technical factors
affecting our operations, products, services and prices.

     Accordingly, results actually achieved may differ materially from
expected results in these statements.  Forward-looking statements speak only
as of the date they are made.  Zaldiva does not undertake, and specifically
disclaims, any obligation to update any forward-looking statements to reflect
events or circumstances occurring after the date of such statements.

Item 7.  Financial Statements.
         ---------------------

<PAGE>
                          ZALDIVA, INC.

                       FINANCIAL STATEMENTS

                        September 30, 2004

  [WITH REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM]
<PAGE>

                         ZALDIVA, INC.

                       Table of Contents




                                                                Page


Report of Independent Registered Public Accounting Firm          1


Balance Sheet - September 30, 2004                               2


Statements of Operations for the years ended September 30,
2004, and 2003                                                   3


Statements of Stockholders' Equity for the years ended
September 30, 2004 and 2003                                      4



Statements of Cash Flows for the years ended September 30,
2004 and 2003                                                    5



Notes to Financial Statements                                 6-11

<PAGE>


     Report of Independent Registered Public Accounting Firm


Board of Directors and Stockholders
Zaldiva, Inc.
Ft. Lauderdale, Florida

We have audited the accompanying balance sheet of Zaldiva, Inc. as of
September 30, 2004, and the related statements of stockholders' equity,
operations, and cash flows for the years ended September 30, 2004 and 2003.
These financial statements are the responsibility of the Company's management.
Our responsibility is to express an opinion on these financial statements
based on our audit.

We conducted our audit in accordance with the standards of the Public Company
Accounting Oversight Board (United States).  Those standards require that we
plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement.  An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements.  An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation.  We believe that our
audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Zaldiva, Inc. as of September
30, 2004, and the results of operations and cash flows for the years ended
September 30, 2004 and 2003, in conformity with accounting principles
generally accepted in the United States of America.


                                   /s/ Mantyla McReynolds
December 15, 2004
Salt Lake City, Utah
<PAGE>
                          ZALDIVA, INC.
                          Balance Sheet
                        September 30, 2004

ASSETS
  Current Assets
    Cash                                                $   445,109
    Inventory                                                41,613
                                                        -----------
      Total Current Assets                                  486,722

  Property, and Equipment, net-Notes A & D                  259,970
                                                        -----------
TOTAL ASSETS                                            $   746,692
                                                        ===========

LIABILITIES AND STOCKHOLDERS' EQUITY
  Current Liabilities:
    Accrued Liabilities                                 $     6,995
    Deferred Revenue                                            349
                                                        -----------
      Total Current Liabilities                               7,344
                                                        -----------
        Total Liabilities                                     7,344

Stockholders' Equity-Note B
  Preferred Stock $.001 par value
    authorized 20,000,000; 500,000 issued;
    liquidation value of $1.00 per share                        500
  Common Stock $.001 par value
    authorized 50,000,000 shares; issued
    and outstanding 6,220,000                                 6,220
  Additional Paid-in Capital                                735,780
  Accumulated Deficit                                        (3,152)
                                                          ---------
    Total Stockholders' Equity                              739,348
                                                          ---------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                $ 746,692
                                                          =========


          See accompanying notes to financial statements
                               F-2
<PAGE>
                         ZALDIVA, INC.
                    Statements of Operations
        For the years ended September 30, 2004 and 2003

                                            2004             2003
Revenues
Product Sales                           $  484,312         $  449,101
Internet Services                            5,876             19,243
                                        ----------         ----------
Total Revenues                             490,188            468,344
Cost of Goods Sold                         150,208            194,800
                                        ----------         ----------
Gross Profit                               339,980            273,544

Web Site Development Costs                   2,421             29,144
Selling, General, and Administrative
Expenses                                   302,192            242,039
                                        ----------         ----------
Net Income from Operations                  35,367              2,361

Other Income
Interest Income                                841                  1
                                        ----------         ----------
Total Other Income                             841                  1

Net Income Before Income Taxes              36,208              2,362

Provision for Income Taxes-Notes A & C           0                  0
                                        ----------         ----------
Net Income                              $   36,208         $    2,362
                                        ==========         ==========

Income Per Share                        $     0.01         $     0.00
Weighted Average Shares Outstanding      5,866,667          5,000,000
                                         =========          =========

Income Per Diluted Share                 $    0.01          $    0.00
Diluted Weight Average Shares            5,877,596          5,000,000
                                         =========          =========

         See accompanying notes to financial statements
                               F-3
<PAGE>
                          ZALDIVA, INC.
                Statements of Stockholders' Equity
              For the years ended September 30, 2004

                              Number of    Number of
                                Shares      Shares        Common    Preferred
                                Common     Preferred       Stock      Stock
Balance, September 30, 2002   5,000,000                    5,000
Net Income for 2003
                              ---------   ----------     -------    -------
Balance, September 30, 2003   5,000,000                    5,000
Net Income for 2004
Stock Issuance                1,220,000      500,000       1,220        500
                              ---------   ----------     -------    -------
Balance, September 30, 2004   6,220,000      500,000       6,220        500
                              =========   ==========     =======    =======

[CONTINUED]
                          ZALDIVA, INC.
                Statements of Stockholders' Equity
              For the years ended September 30, 2004
                                                                    Total
                                     Additional    Accumulated   Stockholders'
                                  Paid-in Capital     Deficit       Equity
Balance, September 30, 2002             85,000       (41,722)        48,278
Net Income for 2003                                    2,362          2,362
                                  ------------     ---------      ---------
Balance, September 30, 2003             85,000       (39,360)        50,640
Net Income for 2004                                   36,208         36,208
Stock Issuance                         650,780                      652,500
                                  ------------     ---------      ---------
Balance, September 30, 2004            735,780        (3,152)       739,348
                                  ============     =========      =========



          See accompanying notes to financial statements
                               F-4
<PAGE>
<PAGE>
                          ZALDIVA, INC.
                     Statements of Cash Flows
         For the years ended September 30, 2004 and 2003

                                             2004               2003
Cash Flows Provided by Operating Activities
Net Income                                     36,208            2,362
Adjustments to reconcile net income to net
cash provided by operating activities:
  Depreciation                                  5,710            5,027
  (Increase)/Decrease in Inventory            (35,280)          17,106
  (Increase)/Decrease in Prepaid Expenses      14,583          (14,583)
  Increase/(Decrease) in Current Liabilities      (90)           5,245
                                            ---------         --------
Net Cash Provided by Operating Activities      21,131           15,157

Cash Flows Used in Investing Activities
Purchase of Assets                           (239,116)          (8,628)
                                            ---------         --------
Net Cash Used in Investing Activities        (239,116)          (8,628)

Cash Flows Provided by Financing Activities
Issued Stock for Cash                         652,500                -
                                            ---------         --------
Net Cash Provided by Financing Activities     652,500                -

Net Increase (Decrease) in Cash               434,515            6,529

Beginning Cash Balance                         10,594            4,065
                                            ---------         --------
Ending Cash Balance                           445,109           10,594
                                            =========         ========

Supplemental Disclosure Information
Cash paid during the year for interest              -                -
Cash paid during the year for income taxes          -                -

          See accompanying notes to financial statements
                               F-5
<PAGE>
                          ZALDIVA, INC.
                  Notes to Financial Statements
                        September 30, 2004


NOTE A    Summary of Significant Accounting Policies

     Company Background

     The Company incorporated under the laws of the State of Florida on
     August 11, 1997 as Zaldiva Cigarz & Newz.  In October 2001 the Company
     amended its Articles of Incorporation to change its name to Zaldiva,
     Inc. and to change its authorized capital.

     Zaldiva operates an "on-line shopping center" known as Zaldiva.com which
     features products from retailers through the Internet.  The Company does
     not purchase or stock merchant products. The majority of customer
     service issues are handled through individual affiliate partners, who
     are large online retailers with links from the Company=s website to
     their own.   These affiliates use Zaldiva as a marketing source.  As
     customers purchase products as a result of a referral, the Company earns
     a commission on the sale.

     The Company has inventory of collectibles and other memorabilia which is
     available for sale over the Internet.  The Company also promotes and
     sells its own brand of cigars and accessories.  The cigars are made by
     outside entities and are sold through e-commerce or through independent
     direct sales establishments.

     The financial statements of the Company have been prepared in accordance
     with U. S. generally accepted accounting principles.  The following
     summarizes the more significant of such policies:

     Statement of Cash Flows

     Cash is comprised of cash on hand or on deposit in banks.  The Company
     has $445,109 as of September 30, 2004.

     Inventory

     Inventory is recorded at the lower of cost or market (net realizable
     value) using the first-in, first-out (FIFO) method.  The Company
     maintains little or no inventory of cigars which are generally shipped
     from the supplier directly to the customer.  The inventory on hand as of
     September 30, 2004 consists of collectibles and memorabilia recorded at
     a cost of $41,613.  This inventory is listed and described on the
     Company's web site where it is available for sale.

     Income Taxes

     The Company applies Statement of Financial Accounting Standard (SFAS)
     No. 109, "Accounting For Income Taxes," which requires the asset and
     liability method of accounting for income taxes.  The asset and
     liability method requires that the current or deferred tax consequences
     of all events recognized in the financial statements are measured by
     applying the provisions of enacted tax laws to determine the amount of
     taxes payable or refundable currently or in future years.  (See Note C
     below).

                               F-6
<PAGE>
                          ZALDIVA, INC.
                  Notes to Financial Statements
                        September 30, 2004



NOTE A    Summary of Significant Accounting Policies[continued]

     Net Income Per Common Share

     Net income per common share is based on the weighted average number of
     shares outstanding.

     Diluted earnings per share is computed using weighted average number of
     common shares plus dilutive common share equivalents outstanding during
     the period using the treasury stock method.

     Revenue Recognition

     The Company recognizes revenues in accordance with the Securities and
     Exchange Commission, Staff Accounting Bulletin (SAB) number 104,
     "Revenue Recognition."  SAB 104 clarifies application of U. S. generally
     accepted accounting principles to revenue transactions.

     Revenue on cigar and accessory sales is recognized as products are
     delivered to the customer or retailer.  The Company records accounts
     receivable for sales which have been delivered but for which money has
     not been collected.  The balance uncollected as of September 30, 2004
     was $0.  For customer purchases paid in advance, the Company records a
     liability until products are shipped.  There was no outstanding unearned
     revenue from product sales as of September 30, 2004.

     Revenue is also recognized from web site development and maintenance.
     For these services, contracts are established with each customer.  Fees
     for development of web sites are negotiated based on the level of detail
     and features desired by the customer.  Half of the fee is generally
     charged when the contract is entered.  The remaining fee is due upon
     completion of the customers working web site.  There were no unfinished
     projects in progress as of September 30, 2004.  Historically,
     maintenance work and the associated costs have been minimal.  Typically,
     future services involve upgrades or enhancements which are services
     which generate new fee arrangements.  However, the Company may consider
     the need to add a separate maintenance fee component.  Hosting
     agreements are offered to customers for service periods of three, six,
     and twelve months.  As of September 30, 2004, the Company has deferred
     $349, for hosting services to be provided over the next twelve months.

     There has been no revenue from commissions on sales through the on-line
     shopping center and the Company is still developing this revenue
     process.  Contract terms contain a variety of durations and commission
     percentages based on dollar sales and volume of referrals.

     The Company established and published a policy which allows customers to
     return most purchased items within 15 days of order for a full refund.
     All returns or exchanges must be accompanied by an original invoice or
     sales receipt.  The Company will pay for return shipping costs if the
     return is a result of Company error.  As of September 30, 2004, the
     Company had transactions totaling $1,871 within the 15 day return
     period.  No allowance for returns has been recorded as of September 30,
     2004.

                               F-7
<PAGE>
                          ZALDIVA, INC.
                  Notes to Financial Statements
                        September 30, 2004

NOTE A    Summary of Significant Accounting Policies [continued]

     Use of Estimates in Preparation of Financial Statements
     The preparation of financial statements in conformity with U. S.
     generally accepted accounting principles requires management to make
     estimates and assumptions that affect the reported amounts of assets and
     liabilities and disclosure of contingent assets and liabilities at the
     date of the financial statements and the reported amounts of revenues
     and expenses during the reporting period.  Actual results could differ
     from those estimates.

     Property

     Property and equipment are stated at cost.  Depreciation is provided
     using the straight-line and the declining balance methods over the
     useful lives of the related assets.   Expenditures for maintenance and
     repairs are charged to expense as incurred.  The Company currently
     leases two servers under operating lease.  The Company pays $625 on a
     month-to-month basis.

     The Company has acquired permits and registered a trademark with the
     Florida Department of State which relate to its cigar operations.
     Amounts paid for registration have not been significant and have been
     charged to expense as incurred.

     Software/Web Site Costs

     Costs incurred in the development of software products for in-house use
     are to be capitalized and amortized over its useful life.  Costs related
     to planning, implementation or operating activities are expensed as
     incurred.  The cost of web site development and maintenance has been
     expensed as incurred as part of the Company's ongoing operations.

     Stock Based Compensation

     The Company has adopted only the disclosure provisions of Statement of
     Financial Accounting Standards No. 123, "Accounting for Stock Based
     Compensation," and applies APB Opinion 25, "Accounting for Stock Issued
     to Employees," to stock options granted.  Currently, there are no stock-
     based compensation or option plans in place.

     Selling, General and Administrative Expense

     Selling general and administrative expenses consist of the following
     major components:

            Description                            2004            2003
            Advertising and Promotion           $ 40,830        $ 23,049
            Consulting and Professional Fees     137,561         131,539
            Office and Telephone                  28,326          35,077
            Other Expenses                        95,475          52,374
                                               ---------        --------
              Total Expenses                   $ 302,192        $242,039

                               F-8
<PAGE>
                          ZALDIVA, INC.
                  Notes to Financial Statements
                        September 30, 2004

NOTE B    Issuance of Common Shares

     During the quarter ended March 31, 2004, the Company raised $152,500
     from the sale of 1,220,000 Units to four "accredited" investors at a
     price of $0.125 per Unit.  Each Unit consists of one "unregistered" and
     "restricted" share of common stock and one warrant to purchase an
     additional share of common stock for $0.25, exercisable for five years.

     On September 22, 2004, the Company issued 500,000 shares of Series A 4%
     Preferred Stock having a par value of one mill ($0.001) per share, in
     consideration of gross proceeds of $500,000.  The shares have the
     following rights:

     *    Voting rights:  The holders of the Series A Preferred Stock shall
          not be entitled to vote separately on any matter submitted to a
          vote of the stockholders of the Company.
     *    Liquidation: Upon any liquidation, Series A Preferred Stockholders
          are entitled to distribution or payment before any other class of
          stock.  The per share liquidation value on any date is equal to
          $1.00.
     *    Dividends:  The holders are entitled to receive dividends at a
          rate equal to 4% of the Liquidation Preference per share per
          annum, payable quarterly on January 1, April 1, July 1, and
          October 1.  Any dividends that are not paid within three trading
          days following the date payable, shall continue to accrue and
          shall entail a late fee at the rate of 18% per annum.
     *    Conversion:  Subject to the passage of 12 months from stock
          issuance, the holder may convert the preferred shares into the
          Company's common shares at a price equal to 85% of the average
          closing bid price of the common shares for the five trading days
          immediately preceding the conversion date.
     *    Redemption:  The Company is permitted to redeem any and all shares
          of the Series A Preferred Stock at a price of $1.00 per share.  In
          addition to the redemption price of $1.00, the Company shall issue
          one warrant to purchase one share of common stock at a price of
          $0.50 per share, exercisable for a period of five years.

NOTE C    Accounting for Income Taxes

     No provision has been made in the financial statements for income taxes
     because the Company has accumulated losses from operations since
     inception.  Any deferred tax benefit arising from the operating loss
     carried forward is offset entirely by a valuation allowance since it is
     currently not likely that the Company will be significantly profitable
     in the near future to take advantage of the losses.

           Deferred Tax Assets                     Balance     Tax     Rate
            Loss Carryforward expires through 2021 $ 1,406    $  211   15%
            Valuation Allowance                                 (211)
                                                              ------
              Deferred Tax Asset                              $    -

     The valuation allowance has decreased $5,431 from $5,642 as of September
     30, 2003.

                               F-9
<PAGE>
                          ZALDIVA, INC.
                  Notes to Financial Statements
                        September 30, 2004


NOTE D    Property

     During September 2004, the Company purchased a building for $239,116.
     The building was not placed in service as of September 30, 2004, and
     therefore, no depreciation is recorded for this asset in the current
     year.

     The major classes of assets as of the balance sheet date are as follows:

                                       Accumulated
        Asset Class         Cost       Depr/Amort     Net Book  Method/Life

      Building             $239,116    $        0     $239,116      n/a
      Cigar Equipment         3,000        (1,040)       1,960     SL/5
      Computer Equipment     10,588        (4,548)       6,040     SL/5
      Display Equipment      19,995        (7,141)      12,854     SL/7
                           --------    ----------     --------
      Total                $272,699    $  (12,729)    $259,970

     Depreciation expense was $5,710 and $5,027, for the years ended
     September 30, 2004 and 2003, respectively.

NOTE E    Segment Information

     Statement of Financial Accounting Standard (SFAS) No. 131, "Disclosures
     about Segments of an Enterprise and Related Information," requires that
     the Company disclose information about its operating segments.  Zaldiva
     has two strategic business units, one which sells cigars, accessories
     and other goods and one that offers Internet products and facilitates
     On-line shopping.  Currently the Company accounts for the two lines of
     business in separate accounts but within one set of financial
     statements.  Evaluation procedures are preformed on the Company as a
     whole.  The Company anticipates that with future growth, there will be
     additional SFAS 131 data to report.

NOTE F    Related Party Transactions

     During the current year, the Company paid a shareholder, who also
     operates a radio program, approximately $18,000 for advertising and
     promotion for each year.  There are no outstanding balances due to or
     from this party as of September 30, 2004.

     The Company paid a shareholder for cigar and accessory inventory as well
     as collectible inventory sold to the Company for a total value of
     approximately $117,000.  These fees also included related commissions on
     the sale of these goods.  The Company also paid this shareholder
     consulting fees throughout the year in the amount of $42,000.  There are
     no outstanding balances due to or from this party as of September 30,
     2004.

                               F-10
<PAGE>
                          ZALDIVA, INC.
                  Notes to Financial Statements
                        September 30, 2004


     The Company paid a shareholder for the utilization and rental of office
     space, which is personally owned by the shareholder, in the amount of
     $500 per month.  There are no outstanding balances due to or from this
     party as of September 30, 2004.

     The Company paid a shareholder throughout the year for merchandise
     inventory totaling approximately $4,900.  There are no outstanding
     balances due to or from this party as of September 30, 2004.

                               F-11
<PAGE>

Item 8.  Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure.
---------------------

     There are have been no changes in our independent accountants during the
past two fiscal years or any disagreements with independent accountants on
accounting and financial disclosure.

Item 8(a).  Controls and Procedures.
------------------------------------

     As of the end of the period covered by this Annual Report, we carried
out an evaluation, under the supervision and with the participation of our
President and Treasurer, of the effectiveness of our disclosure controls and
procedures.  Based on this evaluation, our President and Treasurer concluded
that our disclosure controls and procedures are effective in timely alerting
them to material information required to be included in our periodic
Securities and Exchange Commission reports.  It should be noted that the
design of any system of controls is based in part upon certain assumptions
about the likelihood of future events, and there can be no assurance that any
design will succeed in achieving its stated goals under all potential future
conditions, regardless of how remote.  In addition, we reviewed our internal
controls over financial reporting, and there have been no changes in our
internal controls or in other factors in the last fiscal quarter that has
materially affected or is reasonably likely to materially affect our internal
control over financial reporting.

Item 8(b).  Other Information.
------------------------------

     Article III(b) of the Company's Articles of Incorporation, as amended on
September 15, 2004, provides that "[the Company] shall have the authority to
issue 20,000,000 shares of preferred stock having a par value of one mill
($0.001) per share, with such limitations, rights and preferences as the Board
of Directors of [the Company] shall determine."

     Acting pursuant to this authority, on September 10, 2004, the Company's
Board of Directors unanimously consented to designate a series of 5,000,000
shares of preferred stock designated as "Series A 4% Convertible Preferred
Stock." Pursuant to Section 607.0602(4) of the Florida Statutes, on September
15, 2004, the Company filed with the Florida Secretary of State Articles of
Amendment designating the rights and preferences of the Series A 4%
Convertible Preferred Stock.  For more information see Item 13 of this Report.

                                 PART III

Item 9.  Directors, Executive Officers, Promoters and Control Persons;
Compliance with Section 16(a) of the Exchange Act.
--------------------------------------------------

Identification of Directors and Executive Officers.
---------------------------------------------------

     The following table sets forth the names of all of our current directors
and executive officers.  These persons will serve until the next annual
meeting of the stockholders or until their successors are elected or appointed
and qualified, or their prior resignations or terminations.

<TABLE>
<CAPTION>
                                         Date of         Date of
                          Positions      Election or     Termination
Name                      Held           Designation     or Resignation
----                      ----           -----------     --------------
<S>                       <C>            <C>             <C>
Robert B. Lees            President,     12/24/97         *
                          Chairman,      12/24/97         *
                          CEO            12/24/97         *
                          and Director   12/24/97         *

John A. Palmer, Jr.       Secretary       2/15/98         *
                          and Director   12/24/97         *

Jeremy I. Van Coller      Director       12/24/97         *
                          Secretary      12/24/97         2/15/98
</TABLE>

          * These persons presently serve in the capacities indicated.

Business Experience.
--------------------

     Robert B. Lees.  Mr. Lees, age 56, is a graduate of the U.S. Naval
Academy.  He served as an Officer in the Marine Corps, both overseas and
domestically.  After transferring to the active Reserves, he joined the DuPont
Company, where he managed the Southeastern Region.  He took the region from
last to first in the acrylic sheet division for sales and service.  He then
became part owner and general manager of a wood laminating operation in
Orlando, Florida.  Upon the sale of the business, he joined Merrill Lynch in
the Private Client Group and became an assistant Vice President.  He has since
consulted to a Florida-based investor relations firm, and served as President
and Chief Operating Officer of two start-up companies, as well as his current
position.

     John A. Palmer, Jr.  Mr. Palmer is 65 years old.  He is a graduate of the
University of Wisconsin, where he received a BS in Mathematics and Physics and
an MS in Education and Counseling.  He has continued his education throughout
his life and has completed multiple workshops in Electromechanical Automation,
Electromechanical Systems, Vacuum Technology, Vacuum and RF Power and
Semiconductor Manufacturing Processes.  He was a presenter for Basic
Troubleshooting and Electromechanical Devices at the Intel/MATEC Summer
Institute, Arizona as well as for the transducers Workshop in Orlando, Florida
and the Rockwell automation PLC Workshop in Michigan.  Since 1969, Mr. Palmer
has served as a Professor of Electricity, Industrial Electronics,
Manufacturing Electronics and Mathematics at the Central Arizona College in
Coolidge, Arizona.  In addition, he has been involved in Summer Faculty
Internships at Motorola and Intel, both in Phoenix, Arizona.

     Jeremy I. Van Coller.  Mr. Van Coller, age 24, is a graduate of Kloof
High School (Kwa Zulu Natal, Kloof, South Africa) where his line of studies
included Technical Drawing (architectural renderings), Biology, Advanced
Mathematics, English and Afrikaans.  He continued his education by attending
the Academy of Learning (Kwa Zulu Natal, Pinetown, South Africa) where he
studied Marketing, Management and Computer Science for approximately one year
prior to moving to the United States.  Mr. Van Coller worked as a computer
sales person in South Africa during and after attending the Academy.  Over the
past two years, he served as an Assistant to the Network Administrator for
various South Florida Internet service providers, where he handled domain name
servers, mail servers, BSDI and Cobalt servers.  Mr. Van Coller currently
serves as a Computer Technician Consultant handling personal computer repair
and construction, hardware and software troubleshooting and some web design,
in addition to being the current Network Administrator for Zaldiva, Inc.  He
is fluent in both English and Afrikaans and understands Dutch, Zulu and
French.

Significant Employees.
----------------------

     Zaldiva has no significant employees who are not executive officers.

Family Relationships.
---------------------

     None.

Involvement in Certain Legal Proceedings.
-----------------------------------------

     During the past five years, none of our present directors, executive
officers, persons nominated to become directors or executive officers or
promoters or founders:

          (1)  Filed a petition under the federal bankruptcy laws or any state
insolvency law, nor had a receiver, fiscal agent or similar officer appointed
by a court for the business or property of such person, or any partnership in
which he was a general partner at or within two years before the time of such
filing, or any corporation or business association of which he was an
executive officer at or within two years before the time of such filing;

          (2)  Was convicted in a criminal proceeding or named subject of a
pending criminal proceeding (excluding traffic violations and other minor
offenses);

          (3)  Was the subject of any order, judgment or decree, not
subsequently reversed, suspended or vacated, of any court of competent
jurisdiction, permanently or temporarily enjoining him or her from or
otherwise limiting his involvement in any type of business, securities or
banking activities;

          (4)  Was found by a court of competent jurisdiction in a civil
action, by the Securities and Exchange Commission  or the Commodity Futures
Trading Commission to have violated any federal or state securities law, and
the judgment in such civil action or finding by the Securities and Exchange
Commission has not been subsequently reversed, suspended, or vacated.

Item 10. Executive Compensation.
         -----------------------

     The following table sets forth the aggregate compensation paid by the
Zaldiva for services rendered during the periods indicated:

<TABLE>
<CAPTION>
                    SUMMARY COMPENSATION TABLE


                           Long Term Compensation

                    Annual Compensation   Awards  Payouts

(a)             (b)   (c)   (d)   (e)   (f)   (g)   (h)    (i)

                                              Secur-
                                 Other        ities        All
Name and   Year or               Annual Rest- Under- LTIP  Other
Principal  Period   Salary Bonus Compen-rictedlying  Pay- Comp-
Position   Ended      ($)   ($)  sation Stock Optionsouts ensat'n
-----------------------------------------------------------------
<S>         <C>       <C>   <C>   <C>   <C>    <C>   <C>  <C>

Robert B.
Lees,
President,   9/30/04    0     0     0     0      0     0   0
Chairman,    9/30/03    0     0     0     0      0     0   0
CEO and      9/30/02    0     0     0     0      0     0   0
Director

John A.
Palmer, Jr.  9/30/04    0     0     0     0      0     0   0
Secretary    9/30/03    0     0     0     0      0     0   0
and Director 9/30/02    0     0     0     0      0     0   0

Jeremy Van   9/30/04    0     0     0     0      0     0   0
Coller,      9/30/03    0     0     0     0      0     0   0
Director     9/30/02    0     0     0     0      0     0   0

</TABLE>

     No cash compensation, deferred compensation or long-term incentive plan
awards were issued or granted to Zaldiva's management during the fiscal
years indicated above.  Further, no member of management has been granted any
option or stock appreciation rights; accordingly, no tables relating to such
items have been included within this Item.

Compensation of Directors.
--------------------------

     There are no standard arrangements pursuant to which our directors are
compensated for any services provided as director.  No additional amounts are
payable to our directors for committee participation or special assignments.

Employment Contracts and Termination of Employment and Change-in-Control
Arrangements.
-------------

     There are no employment contracts, compensatory plans or arrangements,
including payments to be received from us, with respect to any director or
executive officer of Zaldiva which would in any way result in payments to any
such person because of his or her resignation, retirement or other termination
of employment with Zaldiva or its subsidiaries, any change in control of
Zaldiva, or a change in the person's responsibilities following a change in
control of Zaldiva.

Parents of the Issuer.
----------------------

     Zaldiva has no parents.

Compliance with Section 16(a) of the Exchange Act.
--------------------------------------------------

     To our knowledge, during our past fiscal year and since then, all filings
required to be made by members of management or others pursuant to Section
16(a) of the Exchange Act have been duly filed with the Securities and
Exchange Commission.

Item 11. Security Ownership of Certain Beneficial Owners and Management.
         ---------------------------------------------------------------
     The following tables set forth the share holdings of our directors and
executive officers and those persons who own more than five percent of our
common stock as of the date of the Annual Report:

                     DIRECTORS AND EXECUTIVE OFFICERS
                     --------------------------------

<TABLE>
<CAPTION>
                                  Number of Shares      Percentage of
Name and Address                 Beneficially Owned        of Class
----------------                 ------------------        --------
<S>                                <C>                      <C>
Robert B. Lees                     500,000                   8.0%
110 Wood Lane
Delray Beach, Florida 33444

John A. Palmer, Jr.                607,000                  12.1%
3422 E. Randolph Road
Coolidge, Arizona 85222
Jeremy Van Coller                  599,630                  12.0%
1709 NE 8th Avenue
Ft. Lauderdale, Florida 33305    ---------                -------

Directors and executive          1,706,630                  32.1%
officers as a group (3 persons)

</TABLE>
                         FIVE PERCENT STOCKHOLDERS
                         -------------------------

<TABLE>
<CAPTION>

                            Number of Shares               Percentage
Name and Address           Beneficially Owned               of Class
----------------           ------------------               --------
<S>                            <C>                           <C>
Robert B. Lees                 500,000                        8.0%
110 Wood Lane
Delray Beach, Florida 33444

John A. Palmer, Jr.            607,000                       12.1%
3422 E. Randolph Road
Coolidge, Arizona 85222

Jeremy Van Coller              599,630                       12.0%
1709 NE 8th Avenue
Ft. Lauderdale, Florida 33305
</TABLE>

Changes in Control.
-------------------

     There are no present arrangements or pledges of our securities which may
result in a change in control of Zaldiva.

Item 12. Certain Relationships and Related Transactions.
         -----------------------------------------------

     The following are the only material transactions between Zaldiva and
any director, executive officer, five percent stockholder or promoter or
founder of Zaldiva:

     Our President, Robert B. Lees, is a director, executive officer
and stockholder of Rainmaker Products and Consulting, which represents
Zaldiva's products to the U. S. military and Native American groups.
Rainmaker receives a commission of $1.00 per cigar and 10% on Company
accessories that it sells to these purchasers.  As of the date of this Annual
Report, total commissions  paid to Rainmaker have been less than $60,000;

     During the current year, we paid a shareholder, who operates a radio
program, approximately $18,000 for advertising and promotion for each year.
There are no outstanding balances due to or from this party as of September
30, 2004.

     The Company paid a shareholder for cigar and accessory inventory as well
as collectible inventory sold to the Company for a total value of
approximately $117,000.  These fees also included related commissions on the
sale of these goods.  The Company also paid this shareholder consulting fees
throughout the year in the amount of $42,000.  There are no outstanding
balances due to or from this party as of September 30, 2004.

     The Company paid a shareholder for the utilization and rental of office
space, which is personally owned by the shareholder, in the amount of $500 per
month.  There are no outstanding balances due to or from this party as of
September 30, 2004.

Item 13. Exhibits and Reports on Form 8-K.
         ---------------------------------

Reports on Form 8-K.
--------------------

     8-K Current Report dated September 10, 2004, and filed with the
Securities and Exchange Commission on September 17, 2004.

Exhibits.*
----------

Exhibit
Number               Description
------               -----------

31.1                 302 Certification of Robert B. Lees

31.2                 302 Certification of John Palmer

32                   906 Certification

          *    Summaries of all exhibits contained within this
               Annual Report are modified in their entirety by reference
               to these Exhibits.

Item 14.  Principal Accountant Fees and Services.
          ---------------------------------------

     The following is a summary of the fees billed to Westcott Products
Corporation by its principal accountants during the calendar years ended
September 30, 2004, and September 30, 2003:
     Fee category                      2004           2003
     ------------                      ----           ----

     Audit fees                        $16,105        $13,448

     Audit-related fees                $ 4,487        $ 4,301

     Tax fees                          $   425        $     0

     All other fees                    $   375        $    40

     Total fees                        $21,392        $17,789

     Audit fees.  Consists of fees for professional services rendered by our
principal accountants for the audit of our annual financial statements and the
review of financial statements included in our Forms 10-QSB or services that
are normally provided by our principal accountants in connection with
statutory and regulatory filings or engagements.

     Audit-related fees.  Consists of fees for assurance and related services
by our principal accountants that are reasonably related to the performance of
the audit or review of our financial statements and are not reported under
"Audit fees."

     Tax fees.  Consists of fees for professional services rendered by our
principal accountants for tax compliance, tax advice and tax planning.

     All other fees.  Consists of fees for products and services provided by
our principal accountants, other than the services reported under "Audit
fees," "Audit-related fees" and "Tax fees" above.

                                SIGNATURES

     In accordance with Section 13 or 15(d) of the Exchange Act, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
                                         ZALDIVA, INC.


Date:   12/29/04                         By: /s/ Robert B. Lees
        --------                             ------------------------
                                              Robert B. Lees, Director
                                              and President


     In accordance with the Exchange Act, this Annual Report has been signed
below by the following persons on behalf of the Registrant and in the
capacities and on the dates indicated.

Date:    12/29/04                             /s/ Robert B. Lees
        ---------                             ------------------------
                                              Robert B. Lees, Director
                                              and President


Date:    12/29/04                             /s/ John A. Palmer Jr.
        --------------                        ------------------------
                                              John A. Palmer, Jr., Director,
                                              Secretary and Treasurer